SuperConference 2010

Reports from the Premier Conference for the In-House Bar.

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“Ten years come and gone so fast,” says the Paul Simon song. And so goes the first decade of SuperConference, which InsideCounsel celebrated May 25 and 26 at the Fairmont Chicago. The theme of change pervaded many of the conference sessions as attendees absorbed panels dissecting the challenges and opportunities of doing business in Brazil, optimizing new tools when defending product liability litigation and managing the ongoing movement toward alternative fee arrangements.

The demographic and ideological shift in the Supreme Court was highlighted as well by keynote speaker and super litigator Ted Olson, who most recently represented Citizens United in this year’s game-changing campaign finance case. As justices retire and the panel becomes younger, he says the high court is seeing the most change in the least amount of time in its history.

The night before SuperConference kicked off, InsideCounsel hosted its First Annual Transformative Leadership Awards dinner. The awards honored women attorneys who have created opportunities and empowered other women attorneys, both in-house and at law firms.

On the following pages, InsideCounsel shares some of the highlights of this year’s SuperConference, as well as the awards dinner. Be sure to check InsideCounsel.com for more coverage.

Transforming Leadership

Several hundred of the biggest players in the corporate legal world filled the Fairmont Chicago hotel on a muggy evening in late May. They gathered in the Moulin Rouge ballroom for the First Annual Transformative Leadership Awards dinner.

The gala awards ceremony was no run-of-the-mill exercise in self-congratulations. The event, which InsideCounsel hosted, paid tribute to female attorneys who have not only achieved immense career success but also have worked long and hard to mentor and economically empower other women in law.

“It’s not about the things you do but the people you touch,” said Rose Ann Scanlon, AstraZeneca Pharmaceuticals’ executive director for commercial operations. “Thanks to InsideCounsel for focusing on not only the ‘what’ but the ‘who’ and the ‘how.’”

Throughout the evening, presenters and honorees focused on the big- picture issue of equality in the legal industry. On one hand, women and minorities have come a long way and make up a significantly bigger piece of the pie than they did just a few decades ago, when the first Fortune 500 company appointed its female general counsel.

On the other hand, participants consistently emphasized that there is still a long way to go. As Cummins Distribution Business President Pamela L. Carter noted, 85 women GCs in the Fortune 500 is better than the past, but it’s not enough.

“[This event] shows the distance that still has to be traveled,” said H. Gwen Marcus, Showtime Networks’ general counsel “Women are still underrepresented, but something like this is essential to progress.”

Girl Talk

Humor and an emphasis on women working together for their mutual benefit added an element of fun–and tenderness–not normally associated with events for business lawyers.

As the ceremony began, Allstate Insurance GC Michele Coleman Mayes exclaimed that she was so excited she might forget how much her feet hurt. Later, another recipient said she felt proud to have a successful career despite not having the time to get her nails done on a regular basis.

Sheila Kearney Davidson, The New York Life Insurance Co. general counsel, joked about her son’s response to her mentorship award: “There’s an award for that? Girls always help girls. Girls always stick up for girls.”

Davidson continued, “That’s what we’re here for tonight.”

Many honorees mentioned how important it is for women to be able to depend on each other and pay forward the support they received as young attorneys. Nearly every person to approach the podium told stories about the women–and men–who helped them become successful leaders. Attorneys, grandparents and law school girlfriends from 30 years ago–a lot of people were instrumental along the way.

“Who says the old girls’ network doesn’t work?” said H. Gwen Marcus, general counsel for Showtime Networks. “Emphasis on the ‘girls,’ not the ‘old!’”

Managing Attorney Abby Bried accepted an award on behalf of Continental Airlines General Counsel Jennifer Vogel. She said mentoring goes beyond the workplace.

“[Jennifer] guides me not only in my career but also as a wife and mother,” Bried said.

Vogel missed the dinner in order to celebrate her daughter’s elementary school graduation. In keeping with the spirit of the evening, the room responded to the news with applause and laughter.

Beth Kaufman, of Schoeman, Updike & Kaufman, echoed how important it is to work at a firm supportive of working moms.

“There was a lot of impetus to stay at home, but I loved being a lawyer,” Kaufman said. “So I decided to do it in an environment where I could have fun and succeed.”

Q & A: Michele Coleman Mays, Allstate GC

Michele Coleman Mayes goes “back a long way” with Lloyd Johnson, the co-founder of the Minority Corporate Counsel Association. Johnson conceived the Transformative Leadership Awards early last year. Mayes, the Allstate Insurance SVP, GC and CLO, jumped onboard the project right away and co-emceed the gala. She’s also finishing up a book, co-written with Kara Baysinger of Sonnenschein, Nath and Rosenthal, which focuses on the history of women in the GC role. The book comes out in the fall.

Q: What was the best part of being involved in the awards?

A: It’s the power of seeing that collection of people. It says, “This is accessible. This is doable.”

There were several people that I hadn’t met before. I can’t tell you I didn’t know them–it’s a small circle. But I didn’t know their whole stories. I knew snippets of stories. When you see the whole thing laid out–wow, this is impressive.

Q: Is there enough support for women in corporate law?

A: There’s more of it than when you look at the private bar. When Lloyd [Johnson] said we’d gotten to 85 [female] general counsel in the Fortune 500–that’s a critical mass. People start to feel more comfortable that it’s not an aberration. That doesn’t mean you can rest on your laurels, but there’s a different reception.

Q: How do you see things changing?

A: I think there were 11 women GCs in the Fortune 500 in 1999. And now you have 85. While there are not as many women of color, there are [several] that are not just one-time GCs.

This isn’t [the result of] somebody who was being kind. This is not a benevolent society. These are people who deliver. That’s the bottom line.

I don’t think this means they are “exceptions to the rule.” There were things that worked well. But it wasn’t because they were miniature Einsteins running around or people that had a father that opened a door. There were a lot of people that helped along the way. That’s an important message, because that can happen for any number of people.

The Awards

Awards in five main categories were given out on May 24. Earlier in the year, nomination forms were sent to 40,000 InsideCounsel subscribers and the National Association of Women Lawyers mailing list. From those nominations, a 33-person national awards committee selected the winners. The committee included general counsel from major corporations and partners at large law firms.

Here’s a rundown of the awards and their recipients.

The Economic Empowerment Awards. Faegre & Benson; Schoeman, Updike & Kaufman; and Mary Ellen Powers of Jones Day. Based on an innovative set of crucial metrics, the awards honored a Big Law firm, a women-owned firm and a law firm lawyer. The winners are role models for these measurements: the percentage of women on equity partnership, compensation and executive or management committees; the number of women with $1 million books of business; and the number of women who are relationship managers.

“I’m awed by accomplishments of the other recipients,” said Beth Kaufman on behalf of her firm, Schoeman, Updike & Kaufman. “But we have to keep in mind, this has all been accomplished in what is still an inhospitable environment for women.”

Rainmaker Award. Karen Popp, partner at Sidley Austin. Popp is global co-chair of Sidley’s white collar practice, a member of the executive committee and the hiring partner for Sidley’s Washington, D.C., office. She has a book of business of more than $1 million, and her firm boasts a total of 76 women with that achievement.

“That’s fabulous!” said emcee Sue Bettman, executive vice president and general counsel for RR Donnelley. She said Popp is a personification of the firm-wide effort to economically empower women.

Sharing the Power Award. H. Gwen Marcus, general counsel for Showtime Networks, and Elizabeth McNamara, partner at Davis Wright Tremaine. The award recognized this general counsel and outside counsel tandem because Marcus, as general counsel, has labored to ensure that a female outside attorney–McNamara–receives substantial work and visibility within her firm.

“As in-house counsel, the last thing I’m supposed to do is encourage ‘economic empowerment’ of anyone in outside counsel, regardless of gender,” Marcus joked. “So don’t tell my bosses at Showtime that I won.”

Pamela L. Carter Award. Rose Ann Scanlon, executive director of commercial operations at AstraZeneca Pharmaceuticals. Scanlon has carved a path from the legal department to the head of business units in her company. Her award was named after one of the first black women GCs in the Fortune 500, Pamela Carter, who is currently the president of Cummins Distribution Business.

Scanlon acknowledged women like Carter who made it possible for her to succeed. In her acceptance speech, Scanlon referenced the past by quoting what Clarence Darrow said of women: “You can never be corporation lawyers because you are not cold blooded. You have not a high grade of intellect. I doubt you can ever make a living.” Scanlon added, “There is no doubt that we have come a long way and couldn’t have done so without the courage, hard work and success of the many women who preceded us.”

Anastasia D. Kelly Award. Sheila Kearney Davidson, EVP and general counsel for The New York Life Insurance Co.; Jennifer Vogel, Continental Airlines SVP, general counsel, secretary and chief compliance officer; and Lauri Shanihan, former chief legal officer and administrative officer, The Gap. The award was created in honor of the lifelong commitment Kelly, a top legal executive at AIG until the end of 2009, has made to mentoring women.

“Lauri saw more in me than I did in myself,” said her successor, Michelle Banks. “When I think of Lauri, I don’t think of leadership. I think of family and friendship.”

-Christopher Danzig

Diversity: Room for Improvement

A group of middle-aged Caucasian men defending a client is practically a legal tradition. But simply put, if your lawyers all come from a similar background, you aren’t going to get a varied perspective.

This year’s Diversity Panel was led by an equally diverse panel of one white woman and two black men. The panelists, each of whom has developed innovative programs for increasing diversity in their own companies, discussed their business observations on diversity. Many corporations want to promote diversity, but have shallow, blurry or inefficient practices. The panelists proposed solutions for diversity program pitfalls.

Define Diversity: The word diversity means different things to different people. The narrow definition includes only gender and ethnicity, whereas the expansive definition incorporates culture, age, lifestyle and socioeconomic background. A woman in the audience added that corporations often use an inclusive definition to avoid substantive changes in hiring practices. Choose a definition and form your goals around it.

Budget for Diversity: Those who vow they want to promote diversity often back away when the question of cost is introduced. But Michelle Banks, GC of The Gap and one of the session panelists, made diversity fit her budget through trade outs and budget cuts elsewhere.

Illuminate Diversity: One way corporations attempt to dodge the diversity issue is by pointing out their overall diversity numbers rather than organizing them by position or rank. Diversity is often met at lower levels but not higher up the ladder, the panelists said. Ronald Crawford, chief counsel for diversity and policy initiative for the Securities and Exchange Commission (SEC) and a session panelist, explained that the SEC has made progress in this area by updating its Proxy Disclosure Rules, allowing for greater transparency not only in corporate governance and risk but also in compensation.

Educate on Diversity: Lots of people equate diversity with affirmative action. This is not the case, Crawford says: “Diversity and the best people are not mutually exclusive.” He advised the audience to create a diversity committee with performance measures and competencies that meets regularly for training and retraining. Before Crawford revamped the SEC’s diversity program, the committee hadn’t met in nearly two years. “You need long range planning,” he says.

–Chelsea Hennessy

Ethics: Corporate Crime Crackdown

“Big Brother is Watching You”–the adage popularized in George Orwell’s classic novel “1984″–has new relevance for corporate executives in 2010, if you ask speakers at two InsideCounsel SuperConference sessions. They warned that a heated-up enforcement climate in Washington means more investigators are pursuing corporate crime. And they urged in-house counsel to prepare the C-Suite now.

It’s particularly important because the government is focusing on prosecuting individuals, not companies, according to Eric Kraeutler, a partner at Morgan, Lewis and Bockius. “The government knows this will incent good behavior [by other executives] and they know it will lead to more information [from executives who cooperate in return for reduced sentences],” he said.

Embarrassment over the failure to detect Bernard Madoff’s financial trickery spurred a dramatic change at the Securities and Exchange Commission (SEC), Kraeutler added during a session entitled “A Perfect Storm: Preparing for the New Wave of White Collar Investigations and Government Enforcement.” The goal of the agency’s recent reorganization, he said, “is to detect fraud more effectively and move with greater speed when issues are detected.”

His co-panelist, Louis Pichini, director of forensic and dispute services at Deloitte Financial Advisory Services, noted that the SEC got an 11 percent budget increase this year, with two-thirds set aside for enforcement. The departments of Justice and Health and Human Services also have more money to pursue violations.

Along with more resources, the agencies have changed their investigative strategies, Kraeutler said, pointing to the Jan. 19 arrest of 22 officers and employees of military suppliers. “The incredible thing is that this resulted from an undercover FBI operation, with an agent who posed as the representative of an African minister of defense,” he said.

The tactics arresting officers and prosecutors use for corporate suspects also mimic those used on hardened criminals, criminal defense lawyer Scott Greenfield said during the session “Fighting the Tide: Navigating White Collar Criminal Investigations.”

As a result, he urged in-house counsel to prepare their executives for everything from how to carry themselves during the perp walk to how to find experienced criminal counsel who aren’t conflicted to reviewing Miranda and Upjohn warnings.

–Mary Swanton

Social Media: Social Life

Facebook tops Google for weekly traffic in the U.S.; social media has overtaken pornography as the No. 1 activity on the Internet; 95 percent of companies use LinkedIn for recruiting; and there are currently more than 200 million blogs on the Internet.

These are just a handful of facts the presenters used–via a YouTube video–to kick off the session “Social Media: The Legal Department’s Role.” The facts in the video came from a book called “Socialnomics: How Social Media Transforms the Way We Live and Do Business,” by Erik Qualman, and drove home the point of the session: Not only can social media no longer be ignored, companies need to use it to their advantage–and the legal department needs to be actively involved.

“It’s here, it’s been here for a while, and it’s really affecting the way people are communicating,” said Roberta Lang, general counsel of Whole Foods Market.

The legal department’s role in managing social media is becoming increasingly important. Lang and John Lipsey, vice president of corporate counsel services at LexisNexis Martindale-Hubbell, agree the best way to stay in front of the issue is to develop a Best Practices in Social Media policy. Common problems a company may face include the risk of non-exempt employees working overtime (because they’re spending off-work hours answering e-mails on their BlackBerrys) and customers portraying a company in a bad light via a social networking site, to name just a couple. A well-crafted policy communicated appropriately may help eliminate these problems.

But social media may also be used to promote a company’s brand. Whole Foods, for example, has a policy in place giving its stores guidance on using social media appropriately. The company advises stores that everything they say should be accurate and authorized, and also reminds them that everything said online is public and permanent.

“The learning curve for social media is still steep–particularly in corporate America,” Lang said. “But it is no longer an option. We need to own it and embrace it.”

–Cathleen Flahardy

Gen Y: Come Together

Baby Boomer parents drove their kids to ballet class, then hustled them over to the soccer field for a mid-afternoon game before capping off the day with a tutoring session in Chinese. For those kids, each day was mapped out from beginning to end, a strict plan defined as the key to future success. The right activities promised to get kids into the right college, which would set them up to get the right job upon graduation.

Well, now those kids are grownups wholeheartedly launching into those “right jobs”–and they expect structure. While many Boomer employers see this desire for structure as neediness, Arin Reeves, founder of diversity consulting firm The Athens Group, explained during the panel “Gen-Why??” that it’s really just a natural result of the environment Gen Y–born between 1980 and 2000–was raised in.

One way 30-year-old panelist Jack Rossi, staff counsel with JetBlue Airways, has constructively sought structure in his workplace is to seek mentorship opportunities by rotating through the various practice areas of his legal department to learn how each functions. During his two years with the airline, he’s pursued quarterly rather than yearly performance reviews to ensure his professional development is on track.

Gen Y’s desire for greater work-life balance frustrates many Boomers who came of age in a time when hours behind the desk translated to successful career advancement. But with technology enabling young attorneys to work just as effectively from home late in the evening or on weekends, Reeves suggests Boomers may need to shift their idea of how the best work gets done.

“Focus on the outcome, not the process,” she said. “A lot of times when Gen Y lawyers talk about work-life balance, they’re not talking about reduced hours. They’re talking about flexibility.”

One audience member admitted that Gen Y’s workplace demands actually mirrored her own wants as she entered the work force–but she was just too afraid to ask.

As much as Gen Y has started to alter the in-house bar, Millennials themselves will surely face a massive cultural shift when the next generation hits the workplace: Reeves said the U.S. is currently in the middle of its largest baby boom in history.

–Lauren Williamson

Keynotes: Circling the Wagons

The images conjured by the names Toyota, BP and Goldman Sachs are very different today than they were six months ago. With the specter of those companies’ recent crises at the forefront of many in-house counsels’ minds, the keynote speakers at this year’s SuperConference offered advice for shepherding companies through this thorny time of heightened scrutiny and financial uncertainty.

At the General Counsel Keynote Panel on May 26, Procter & Gamble CLO Deborah Platt Majoras pointed to her government background–both as chairman of the Federal Trade Commission and as an attorney with the Department of Justice–as excellent preparation for some of the more challenging aspects of in-house life.

“In government, there’s always an element of crisis management because you’re in the line of fire a lot,” she said.

Though it’s impossible to predict every possible crisis that could befall a company, the panelists emphasized building strong teams so that if disaster strikes, the company can react efficiently.

“We all believe in having a strong foundation for the right communication with good people with good judgment,” said Michele Coleman Mayes, general counsel and chief legal officer of Allstate Insurance Co. “You need to know fundamentally who is in charge and why.”

Forging a respect-based relationship with the company’s CEO is the central element of such teams. That way, your CEO will trust you when it’s necessary to make quick, crucial decisions, said David Leitch, Ford Motor Co. general counsel and former White House deputy counsel. He joked that saying “no” to Ford’s CEO is much easier than it was to walk into the Oval Office to tell President George W. Bush an idea was imprudent. He did caution, however, that “if you’re saying ‘no’ too often, you might have to start looking for a new job.”

Sherron Watkins, best known as the Enron whistleblower, could likely relate to that statement all too well. Watkins appeared on the Corporate Governance keynote panel on May 25, along with Marriott General Counsel Edward Ryan, Delaware Supreme Court Chief Justice Myron T. Steele and Edward Snyder, dean of the Booth School of Business at the University of Chicago.

Watkins emphasized that managing risk involves more than just creating a code of conduct: Before Enron’s accounting scandal erupted, she said the board of directors waived the code of conduct twice.

“The focus shouldn’t be on what’s allowed,” he said. “Boards must also take into account loss of brand name capital … and the relationship capital with customers.” BP, for example, will likely loose large contracts in the wake of the oil spill because government bodies and other companies won’t want to be associated with the tarnished brand, he said.

The panelists agreed that companies will make mistakes–and land in hot water–from time to time. But it’s the nature of the mistakes that defines whether a company’s following an upright path.

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